When to File Form 2553 for S Corp Status

A business can elect to be taxed as an S corporation by filing Form 2553, Election by a Small Business Corporation, with the Internal Revenue Service. This election changes how the business is taxed at the federal level, allowing profits and losses to be passed directly to the owners’ personal income without being taxed at the corporate rate. The timing of this filing determines when the S corp status becomes effective.

Filing Deadlines for the S Corp Election

The deadline for filing Form 2553 depends on whether the business is a newly formed or existing entity. For an existing corporation or an LLC wishing to be treated as a corporation, the form must be filed no more than two months and 15 days after the beginning of the tax year the election is to take effect. For a business using the calendar year, this deadline is March 15.

A business can also file the form at any time during the preceding tax year. If the deadline is missed, the election will generally not take effect until the start of the next tax year. A form filed on April 1, 2025, would result in an S corp election effective January 1, 2026, unless the business qualifies for late election relief.

For a new business, the two-month and 15-day window begins on the date its first tax year starts. A tax year begins on the earliest of three dates: when the corporation first has shareholders, acquires assets, or begins doing business. For instance, if a new business is formed on February 1, 2025, it must file Form 2553 within 75 days to be taxed as an S corp for that year.

Information and Consents Needed for a Valid Election

Before submitting Form 2553, a business must gather specific information. The form requires the corporation’s legal name, mailing address, state and date of incorporation, and its Employer Identification Number (EIN). If the business does not have an EIN, it must apply for one before filing; if the EIN has been applied for but not yet received, “Applied for” can be written on the form.

A valid election requires consent from every shareholder as of the day the election is made. This consent is documented by having each shareholder sign and date the consent statement on Form 2553 or on a separate attachment.

For each shareholder, the form requires their name, address, and Social Security Number or Taxpayer Identification Number. The business must also list the number of shares or percentage of ownership for each shareholder and the date their shares were acquired. If a shareholder is a trust or estate, its EIN must be provided.

Requesting Late Election Relief

If a business misses the filing deadline, it may be able to have the S corp election apply retroactively by requesting late election relief. Under Revenue Procedure 2013-30, a business can file a late Form 2553 if it had a reasonable cause for not filing on time. This relief is available for up to three years and 75 days after the election’s intended effective date.

To request this relief, the business must write “FILED PURSUANT TO REV. PROC. 2013-30” at the top of Form 2553. A statement must be attached explaining the reasonable cause, such as receiving incorrect advice from a professional or being unaware of the requirement despite due diligence.

For the relief to be granted, the entity must have intended to be an S corporation from the requested effective date. All shareholders must have also reported their income consistent with an S corp election for all affected years, and their signatures on the form confirm this. If these conditions are met, the IRS can grant relief without requiring a more formal private letter ruling.

How and Where to File Form 2553

Once Form 2553 is complete with all shareholder consents, it must be submitted to the correct IRS service center. The form cannot be filed electronically and must be sent via mail or fax. The correct location depends on the state where the corporation’s principal business is located.

Businesses in the following states should send the form to the IRS service center in Kansas City, Missouri:

• Connecticut, Delaware, the District of Columbia, Georgia, Illinois, Indiana, Kentucky, Maine, Maryland, Massachusetts, Michigan, New Hampshire, New Jersey, New York, North Carolina, Ohio, Pennsylvania, Rhode Island, South Carolina, Tennessee, Vermont, Virginia, West Virginia, and Wisconsin.

Corporations located in the following states should send the form to the service center in Ogden, Utah:

• Alabama, Alaska, Arizona, Arkansas, California, Colorado, Florida, Hawaii, Idaho, Iowa, Kansas, Louisiana, Minnesota, Mississippi, Missouri, Montana, Nebraska, Nevada, New Mexico, North Dakota, Oklahoma, Oregon, South Dakota, Texas, Utah, Washington, and Wyoming.

It is advisable to send the original form via certified mail with a return receipt requested, as this provides proof of the mailing date. After filing, the IRS will notify the corporation within 60 days if the election is accepted. The business should keep a copy of the filed Form 2553 with its permanent records.